XML 37 R23.htm IDEA: XBRL DOCUMENT v3.22.0.1
Equity
12 Months Ended
Dec. 31, 2021
Equity [Abstract]  
Equity
13. Equity
    Preferred Unit Issuance and Redemption
    On September 13, 2017, the Company issued 16,000,000 of 5.875% Series A Preferred Units (the “Preferred Units”) for gross proceeds of $400.0 million, or $387.5 million, net of issuance costs and expenses. Distributions on the Preferred Units were payable quarterly on March 15, June 15, September 15, and December 15 of each year, beginning on December 15, 2017, when, as and if declared by the Board of Directors, at a rate per annum of 5.875%. Distributions on the Preferred Units were discretionary and non-cumulative.
    On October 7, 2019, the Company redeemed the Preferred Units in full pursuant to the tax redemption provisions of the Preferred Units at a price of $25.339757 per unit, which is equal to $25.25 per Preferred Unit plus declared and unpaid distributions to, but excluding, the redemption date.
Carry Distributed in Shares Program
In October 2021, the Company commenced a program under which, at the Company’s discretion, up to 20% of realized performance allocations and incentive fee related compensation over a certain threshold amount may be distributed in fully vested, newly issued shares of the Company’s common stock. During the period from October 1, 2021 through December 31, 2021, the Company distributed 86,317 fully vested, newly issued common shares, related to previously accrued performance allocations and incentive fee related compensation of $4.8 million. The Company will distribute an additional $31.3 million in fully vested, newly issued shares subsequent to December 31, 2021 related to realized performance allocations and incentive fee compensation recognized during the period from October 1, 2021 through December 31, 2021.
    Stock Repurchase Program
    In December 2018, the Board of Directors of the Company authorized the repurchase of up to $200 million of common units and/or Carlyle Holdings units, which was reauthorized in January 2020 by the Board of Directors with regard to the Company’s common stock in connection with the Conversion. In February 2021, the Board of Directors replenished the repurchase program to its limit of $200 million of common stock from its maximum remaining purchase amount of $139.1 million. Under this repurchase program, shares of common stock may be repurchased from time to time in open market transactions, in privately negotiated transactions or otherwise, including through Rule 10b5-1 plans. The timing and actual number of shares of common stock repurchased will depend on a variety of factors, including legal requirements, price, and economic and market conditions. This repurchase program may be suspended or discontinued at any time and does not have a specified expiration date. During the year ended December 31, 2021, the Company paid an aggregate of $161.8 million to repurchase and retire 3.2 million shares with all of the repurchases done via open market and brokered transactions. As of December 31, 2021, $38.2 million of repurchase capacity remained under the program. In October 2021, the Board of Directors authorized the repurchase of up to $400 million of common stock, which will replace the authorization provided in February 2021 effective January 1, 2022.
Dividends
The table below presents information regarding the quarterly dividends on the common shares, which were made at the sole discretion of the Board of Directors of the Company.
Dividend Record DateDividend Payment DateDividend per Common ShareDividend to Common Stockholders
(Dollars in millions, except per share data)
May 12, 2020May 19, 2020$0.25 $87.2 
August 11, 2020August 18, 20200.25 88.3 
November 10, 2020November 17, 20200.25 88.4 
February 16, 2021February 23, 20210.25 88.7 
Total 2020 Dividend Year$1.00 $352.6 
May 11, 2021May 19, 2021$0.25 $88.7 
August 10, 2021August 17, 20210.25 89.3 
November 9, 2021November 17, 20210.25 89.1 
February 15, 2022February 23, 20220.25 89.5 
Total 2021 Dividend Year$1.00 $356.6 

The Board of Directors will take into account general economic and business conditions, as well as the Company’s strategic plans and prospects, business and investment opportunities, financial condition and obligations, legal, tax and regulatory restrictions, other constraints on the payment of dividends by the Company to its common stockholders or by subsidiaries to the Company, and other such factors as the Board of Directors may deem relevant. In addition, the terms of the Company’s credit facility provide certain limits on the Company’s ability to pay dividends.